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Finisar Corporation Amends Exchange Offer for up to $95 Million of Its Outstanding Convertible Notes
Thursday, July 16, 2009 8:01 AM


Completes Sale of Network Tools Division

SUNNYVALE, CA -- (Marketwire) -- 07/16/09 -- Finisar Corporation (NASDAQ: FNSR), a global technology leader for fiber optic subsystems, today announced that it has amended its exchange offers (the "Exchange Offers"), previously announced on July 9, 2009, to increase the total consideration in its offer to exchange shares of its common stock and cash for an aggregate of up to $95 million principal amount of the following series of its outstanding convertible notes (the "Notes"):

--  2.50% Convertible Subordinated Notes due 2010 (the "Subordinated
    Notes") with $50 million in aggregate principal amount outstanding; and
--  2.50% Convertible Senior Subordinated Notes due 2010 (the "Senior
    Subordinated Notes") with $92 million in aggregate principal amount
    outstanding.
    

The Company is offering to exchange up to an aggregate of $37.5 million principal amount, or 75%, of the outstanding Subordinated Notes and up to an aggregate of $57.5 million principal amount, or 62.5%, of the outstanding Senior Subordinated Notes.

The Company is conducting the Exchange Offers in order to reduce the aggregate principal amount of its outstanding indebtedness.

Finisar also announced that it has completed the sale of its Network Tools Division for $40.6 million in cash and has finalized previously announced modifications of its existing credit facilities with Silicon Valley Bank, which removes a condition to its obligation to consummate the Exchange Offers.

Amended Exchange Offer

Under the Exchange Offers as amended, for each $1,000 principal amount of Notes, tendering holders will receive consideration with a value not greater than $870 nor less than $820 (the "Exchange Consideration") with such value determined by a "Modified Dutch Auction procedure. Under the original terms, tendering holders would have received consideration with a value not greater than $750 nor less than $700.



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